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1. Report on the Election of New Directors
2019 One of the documents for the First Extraordinary General Meeting of the Year
Report on the Election of New Directors
Dear Shareholders:
The term of the Company’s seventh Board of Directors is about to expire, necessitating the election of a new board. Following nominations by the Company’s principal shareholders and the Board of Directors, the following list of candidates is hereby proposed:
Nominate Ji Zhijian, Ding Jie, Xu Junrao, Fan Yuekun, Takagi Toshiyuki, and Watanabe Shinichi as candidates for non-independent directors on the Company’s Eighth Board of Directors;
Nominate Dai Dashuang, Liu Jiwei, and Wang Yan as candidates for independent director on the Company’s Eighth Board of Directors.
The resumes of the aforementioned candidates are attached.
Please review the above report.
2019 year 1 month 17 day
Attachment 1 : Resumes of Non-Independent Director Candidates for the Eighth Session of the Company’s Board of Directors
( 1 ) Ji Zhijian, Male, 1967 Born in [year], graduated from Dalian University of Technology with a Ph.D. in Management. 1992 year 7 Month— 1996 year 7 In [Month], he was appointed as a director and deputy general manager of Dalian Dayang Transportation Refrigeration Engineering Co., Ltd. 1996 year 7 Month— 2003 year 5 In [Month], assumed the positions of Director and General Manager of Dalian Sanyo Food Equipment Co., Ltd. 2003 year 5 Since January of this year, he has successively served as General Manager and then Chairman of Dalian Sanyo Cold Chain Co., Ltd. (now renamed Panasonic Cold Chain (Dalian) Co., Ltd.). 2014 year 2 Effective this month, he has been appointed as a director and president of Dalian Bingshan Group Co., Ltd. 2016 year 7 Since [month], has served as Chairman and President of Dalian Bingshan Group Co., Ltd. 2014 year 3 Effective this month, he has been appointed Chairman of the Company. He is not a discredited person subject to enforcement, has never been penalized by the China Securities Regulatory Commission or other relevant authorities, nor has he been disciplined by any stock exchange, and currently holds the Company’s A stock 1,528,830 Share.
( 2 ) Ding Jie, male, 1963 Born in [year], graduated from Xi’an Jiaotong University with a degree in Compressor and Refrigeration Technology, and holds both a Master’s and a Doctoral degree in Business Administration from Huazhong University of Science and Technology. 2002 Since [year], has served as the General Manager of Wuhan New World Refrigeration Industry Co., Ltd. 2016 Since [year], has served as Chairman of Wuhan New World Refrigeration Industry Co., Ltd. 2016 year 1 Month— 2018 year 4 In [Month], appointed as a director and general manager of this company. 2018 year 4 Effective this month, he has been appointed as the Vice Chairman and General Manager of our company. He is not a discredited person subject to enforcement, has never been penalized by the China Securities Regulatory Commission or other relevant authorities, nor has he been disciplined by any stock exchange, and currently holds shares in our company. A stock 1,015,000 Share.
( 3 ) Xu Junrao, female, 1963 Born in [year], holds a Master’s degree in Business Administration and is a Senior Accountant. 1998 Year— 2001 In [year], served as the Head of the Finance Department of this company. 2001 Year— 2004 year 6 In [Month], assumed the position of Deputy Chief Accountant and Head of the Finance Department of this company. 2004 year 6 Month— 2013 year 2 In [Month], assumed the position of Chief Financial Officer and Head of the Finance Department of this company. 2003 year 5 Elected as a director of this company effective [month], and re-elected consecutively until 2013 year 2 Month. 2009 year 5 Month— 2013 year 2 In [Month], he concurrently serves as the Company’s Board Secretary. 2013 year 1 Since January, he has successively held the positions of Deputy Chief Accountant and Vice President and Chief Accountant at Dalian Bingshan Group Co., Ltd. 2014 year 3 Has served as a director of this company since [month]. Is not a discredited person subject to enforcement, has not been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by stock exchanges, and currently holds shares in this company. A stock 995,349 Share.
( 4 ) Fan Yue Kun, male, 1964 Born in [year], graduated from Tsinghua University with a major in Engineering Physics, and from Dalian University of Technology. MBA 。2003 Year— 2013 Over the years, he has held successive positions as Head of the Business Management Division and Assistant to the General Manager at Dalian Sanyo Cold Chain Co., Ltd. (now renamed Panasonic Cold Chain (Dalian) Co., Ltd.). 2013 year 6 Month— 2015 year 7 In [month], he was appointed General Manager of Dalian Huali Group. 2015 year 10 In [Month], appointed as Deputy General Manager of this company. 2018 year 5 Since [month], has served as a director and deputy general manager of this company. Is not a discredited person subject to enforcement, has not been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by stock exchanges, and currently holds shares in this company. A stock 700,000 Share.
( 5 ) Takagi Toshiyuki, male, 1957 Born in [year], graduated from Osaka Prefectural University. 1983 Joined Panasonic Corporation in [year], and subsequently held positions in the Technology Headquarters, Information Equipment Headquarters, and Personal Computer Business Division of Panasonic Corporation. IT Product Division, AVC He previously served at the Network Division and Panasonic System Networks Co., Ltd., and currently holds the positions of Executive Officer at Panasonic Corporation, Vice President of the Electrical Home Appliances and Equipment Division, and President of the Air Conditioning Business Company. 2017 year 3 Has served as a director of the Company since [month]. Is not a discredited person subject to enforcement, has not been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by the stock exchange, and does not hold any shares in the Company.
( 6 ) Shinichi Watanabe, male, 1964 Born in [year], graduated from Osaka City University. 1988 year 4 Joined the Finance Department of Panasonic Housing Equipment Co., Ltd. in January. 2014 year 6 month -2018 year 6 Month, appointed to Panasonic Housing PanaHome Executive Director and Head of Business Planning and Management, Co., Ltd. 2018 year 6 Assumed the position of President of Panasonic Home Appliances Thermal & Refrigeration Equipment Division in January. (Associated Press) Chief Financial Officer for the Air-Conditioning Business at the Finance Center. Not listed as a discredited person subject to enforcement, has not been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by stock exchanges, and does not hold any shares in this company.
Attachment 2 : Resumes of Independent Director Candidates for the Eighth Session of the Company’s Board of Directors
( 1 ) Dai Dashuang, female, 1951 Born in [year], Professor, International Project Management Assessor, and China Registered Consulting Engineer. Previously served as Executive Vice Dean of the School of Management and Director of the Institute of Techno-Economic Research at Dalian University of Technology. Currently holds the positions of Professor and Doctoral Supervisor at the School of Business Administration of Dalian University of Technology, Director of the Project Management Research Center at Dalian University of Technology, Independent Director of Dalian Hua Rui Heavy Industry Group Co., Ltd., and Independent Director of Yingkou Port Co., Ltd., since… 2015 year 2 Has served as an independent director of the Company since [month]. Has no affiliations with the Company, its controlling shareholder, or its ultimate controller; does not hold any shares in the Company; is not a discredited person subject to enforcement; and has never been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by the stock exchange.
( 2 ) Liu Jiwei, male, 1961 Born in [year], holds a Ph.D. in Management, is a professor of Accounting, and is a Certified Public Accountant. He has previously served as Vice Dean of the Jinqiao School of Business, Dean of the Vocational and Technical College, Director of the Finance Department, and Chief Accountant concurrently serving as Director of the Finance Department at Northeastern University of Finance and Economics. Currently, he is a professor at the School of Accounting of Northeastern University of Finance and Economics and an independent director of Lingyuan Iron & Steel Co., Ltd., since... 2015 year 2 Has served as an independent director of the Company since [month]. Has no affiliations with the Company, its controlling shareholder, or its ultimate controller; does not hold any shares in the Company; is not a discredited person subject to enforcement; and has never been penalized by the China Securities Regulatory Commission or other relevant authorities, nor subjected to disciplinary actions by the stock exchange.
( 3 ) Wang Yan, female, 1963 Born in [year], Professor of Law. 2006 Since [year], he has successively held the positions of Vice Dean of the School of Law at Northeastern University of Finance and Economics, Director of the China Society of Economic Law, President of the Liaoning Provincial Society of Economic Law, and Arbitrator of the Dalian Municipal Arbitration Commission. He currently serves as… Professor, School of Law, Northeastern University of Finance and Economics , Since 2015 year 5 Has served as an independent director of this company since [month]. There is no affiliated relationship with the Company, the Company’s controlling shareholder, or the ultimate controller; and no shares of the Company are held. Not a discredited person subject to enforcement, Has not been subject to any penalties imposed by the China Securities Regulatory Commission or other relevant authorities, nor to any disciplinary actions by stock exchanges.